If a demand for shares, etc. cash-out is made, shareholders, etc. subject to the cash-out may file a petition for the court to determine the sale price of their shares, etc. subject to the cash-out, between twenty days prior to the acquisition day and the day immediately preceding the acquisition day.
A special controlling shareholder must also pay interest on the sale price determined by the court at the statutory interest rate from and including the acquisition day.
A special controlling shareholder may pay to shareholders, etc. subject to the cash-out the amount that relevant special controlling shareholder considers to be a fair sale price until the determination of the sale price of the shares, etc. subject to the cash-out is made.
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special controlling shareholdermachine translation
「特別支配株主」
A person who, together with the stock companies it wholly owns and similar corporations set by Ministry of Justice Order (法務省令), holds nine tenths or more of the votes in a stock company (or any higher proportion its articles of incorporation set), and who may therefore demand that all other shareholders sell it their shares.
Defined inArticle 179, paragraph (1)
acquisition day
「取得日」
The day, stated in a special controlling shareholder's demand for cash-out, on which that shareholder acquires the shares (and any share options) that the other holders must sell to it.
Short name set inArticle 179-2, paragraph (1), item (v)· applies only in this section
shares, etc. subject to the cash-out
「売渡株式等」
The shares subject to a cash-out, together with the share options subject to it when the special controlling shareholder demands those as well.
Short name set inArticle 179-2, paragraph (1), item (v)
demand for share, etc. cash-out
「株式等売渡請求」
A special controlling shareholder's demand for cash-out of the shares, together with its demand for cash-out of the share options where it makes both.
Short name set inArticle 179-3, paragraph (1)
shareholders, etc. subject to the cash-out
「売渡株主等」
The shareholders subject to a cash-out, together with the share option holders subject to it when the special controlling shareholder demands the share options as well.
Short name set inArticle 179-4, paragraph (1), item (i)· applies only in this section